The Tickling Torture of Thoughts
by Worlds Away
Summary: Do Rose and the Doctor think too much? Will staying up late thinking of each other ever stop? Since when can a Time Lord be Ticklish? 9Rose AU you'll see.


**Summary- **Do Rose and the Doctor think too much? Will staying up late thinking of each other ever stop? Since when can a Time Lord be Ticklish? 9/Rose- AU you'll see. Very thoughtfull and insightfull to inside their brains I think

**Disclaimer**-I don't own Doctor Who... I barely own the ideas in my head, or the messy brush strokes that flows out my hand, the school makes us buy our own art work hehe. ANYWAYS... I do however, have a friend who will grow up to look like David Tennant and would look great in a kilt... )

**Notes-** Funny thing is though, no David Tennant in this story! Oops... NowI love the guy, but being American,I wrote this before I'd seen any of season 2! And at the timeI was very very mad about the 9th Doctor leaving, was very impartial to him. SOOO being this is in my head, was my idea, and i have creative control I decided to push the envelope and make things happen my way Not that its too different, really...

**Spoilers**- The Parting of the Ways, just a little, not to much i don't think. Nothing in season 2 though. Just to say, that works out because the Doctor didn't regenerate, he ACTUALLY just recovered and had Rose has his bedside bluebell for a while... So this stories for the frustrated Americans- not really hope you all enjoy it )

One thing though about the rating... i don't think it should be a M, it is T though. The title is to draw the eyes in, i'd say this is actually a very thoughtful fic here.

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His limbs were heavy at the console of his TARDIS. 900 years weighed down on him… as they used to before he met Rose. When he'd met her she became an enjoyable distraction, and he was sincerely glad and thankful to have her say yes to him. This all changed though… the first time he'd seen her in a near death experience because of him… all his worry for her multiplied by hundreds and the guilt stayed at the bottom of his stomach when he knew if anything ever happened to her, it would probably be his fault. 

When he realized all the dangers he put her in, the urge to protect her grew and grew. He couldn't let anything touch his Rose. Yes, after a while he referred to her as _his_ Rose in his mind. That was fine, and that fact was accepted into his brain easily. But it was complicated it again when he learned of her flirting nature. Whenever he saw her talking with a good looking man he felt… possessive, at least he'd always felt a pang of jealousy. Even in the beginning when she was with Mickey. Stupid good for nothing Ricky… right off the bat he didn't like to think of her dating life. But he didn't know that feeling of protection and possession would grow in him into something he really couldn't control anymore.

They grew close fairly quickly, a few months into their travels she was accustomed to many things about time travel. He marveled at her for it, but still grinned when she asked a silly human question. She grew on him more and more. He loved to be with her and they became really good friends, and behind his mask his emotions were jumbled with worry guilt and the twang of uncomfortablenes to see her with another man. The first things were justifiable, and he even told himself he was protecting her from the men for a while. Mutual plutonic relationship, he thought, well that was a while ago… Six or so months into their travel he found himself smiling at her more, and warmed more by her little smiles and the way her eyes lit up when he showed her something else amazing and new.

Mostly their adventures went in spells, the good ones, and the bad ones. Maybe for a few weeks they would travel the universe and have no problems, but then they would have a week where someone's life was in jeopardy and being the Doctor, he felt he had to rush out and save them. It's what he does. Sometimes though Rose was caught in the danger, sometimes she would be hurt, sometimes it was worse… As time went on he had thought she was dead twice… The second time he took much… much harder than the first. He shivered when he remembered the dust he thought was left of Rose and stared at his hand wiping it away, as if the feeling was still there. When he saw her on the screen again he was overjoyed, there was no way he would lose her again, of course he would save her. And the hug he gave her when he got there filled the absence of her in his chest again.

Rose equaled more stress for the Doctor now, though he would never, ever willingly go back to the way it was before. He knew now, that he couldn't live without Rose with him, in some way. He wasn't sure when it had grown into that, but when he analyzed his reactions to her and his emotions he saw the equation lead to this… and his heart fluttered when he thought the word… love. Was it love? 900 years of life and he had been in love only a few times. Most relationships ending in disastrous ways… but none he had felt this way about. After he had been banished to earth, love life was definitely put to the back burner, almost indefinitely he had thought. His previous companions he cared much about, but never had he been romantically interested in, and they hadn't been in him. He smiled a little remembering past regenerations, funny, he didn't blame them. He hadn't been much of a looker for any of them, well except the blond one, that was a nice time. He knew he really wasn't one now, but sometimes… it didn't seem to stop Rose how big his ears were. Sometimes he knew the attraction was mutual, but didn't know how deep it went on her side, and was still figuring out his own.

He sighed, trying to shift his minds focus again. He wished frequently he had a place to call home, Rose still did, she had her mother, and he was sure that Mickey boy would still be around. The problem was… this did feel like home, here with Rose, the TARDIS even after 900 years seemed different and new. He never wanted it to change, he never wanted her to leave, and that he feared more then anything sometimes… she showed no indication of leaving, and sometimes she told him she feared he would drop her off, he assured her he would never willingly do that but she still feared. This would all go away if he really knew how she felt, little hints and normal conversations drove him crazy inside, but she never knew, he was too good at hiding himself.

And what did he want to be the answer? He knew she adored him as 'her Doctor,' but where does that end? Did he want her to love him…? He ducked his head, how illogical would that be? 20 year old human with 900 year old time lord… though he felt young as ever. It wasn't that he was so physically attracted to her that he couldn't keep his libido in control either… if it was just the attraction tricking him into thinking he was interested in something deeper it would be easier in a way. But no… he wasn't just hoping to have his way with her. She was his Rose, he would be sufficed just to sit with her in his arms for hours watching a romantic sunset… to be able to cuddle and flirt, and care. Maybe partly he wished for this because he _did_ want to open himself to her, and let off a few hundred years of heartaches. That was something he rarely ever did, bother her with his own past, though he knew she wanted to know it frequently. She had caught him sitting in this spot, doing this very thing, thinking and feeling down, and whenever she did she asked him to share the pain. He never did.

It wasn't as if he wasn't attracted to her animalistically, it wasn't as if he didn't have to suddenly take cold showers once and a while. But without any type of love and romantic relationship in years and years that wasn't high on his priority list. Now for a human man it probably would be, that's another thing that bothered him about Rose with men. The human's ones almost always thought with their lower half, and Rose deserved so much more. He let out a deep breath, almost frustrated at again the images of him and his Rose just spending a nice romantic day together, her falling asleep in his arms, Rose as his and no one else's, in every aspect. He chuckled a little at the human term for that kind of engagement, girlfriend, in human terms he wanted Rose as a girlfriend. It sounded so teenager like it made him laugh. But isn't that how he felt with her though? Like a boy looking for love… He rubbed his temples again and closed his eyes. He was tired, but knew what await him in his bed, a night of dreams. TARDIS seemed to sympathize with him, and he felt comforted a bit. "Thanks old girl…" glancing at the late hour he did decide to call it a night.

Rose frequently spend her nights in a similar situation as the Doctor, frustrated, confused and not wanting to head to the bed where the night awaited. She used to sit on the end of the bed, chin resting against her knuckles and thinking, but soon she took up pacing and finding another room to spend her thinking hour before bed.

When she first met the Doctor she was intrigued right away. She never knew what possessed her to go with him but… she knew it was partly because she wanted the adventure, and a more exciting life, and partly because it was him asking. It wasn't because she was attracted to him right away as soon as she met him… in fact she thought he was a bit goofy looking.

After months of being amazed everyday of what he could show her though, and she already had respected him so much, she cared deeply for him. As a friend of course, for a long time that was all. But so many things could happen in such a short amount of time, he grew on her quickly.

It wasn't till about two months before that she started to feel warm inside at his smiles, and tingles shot through her at his touch. She wondered what was going on… this was her Doctor, what was she doing having a crush? But was it a crush though, she wondered when it didn't go away. She knew he was deeply affected and protective when something bad would happen to her, anything at all now. But recently she felt the same thing about him. She wasn't as nervous as she was when she saw him walking into danger because after all, he is the Doctor and had many many things up his sleeve she probably didn't know about. But the worry grew recently, especially when they were on the planet of Yarak, where he got into a fist fight by accident with a man who took a simple gesture as a threat. He punched the Doctor in the face and he was startled and fell back. She screamed for him but he told her to stay back. He held up his hands again and said he didn't mean any harm but the man punched him hard in the stomach, doubling her Doctor over in pain.

"Hey! You! Ugly ape!" she yelled to the alien. He looked furiously at her, but surprised because on this planet women speaking out to a man was unheard of. As soon as he turned his head she punched him square in the nose as hard as she could and when he clutched his face she kicked between the legs, figuring out of all the humanoid aliens she'd seen they most likely held _something _fragile there. She was dead on and wearing heavy boots too, she smirked as he doubled over, ignoring the pain in her hand.

"Ahh…argagagargg bitchhhhhhhh!" the alien yelled and the Doctor looked up to see Rose fighting.

"Oh yea?" she said and kicked him hard in the ribs, now he fell over clutching his side in pain. The Doctor still looked in a lot of pain and was surprised to see the alien sprawled out flat on the ground. She grabbed his hand and pulled him. "Come on Doctor!" And they ran out of there quickly, a crowd of women of the species cheering them on. Apparently they had a lot of discrimination against women on this planet.

Inside the TARDIS Rose tenderly treated his wounds. He kept a shocked look on his face and finally said. "You just beat up that Yarak!"

"Had to save ya didn't I?" she grinned as she dabbed his eye with the alien medicine that would soon fix a beautiful black eye.

She remembered her fight and laughed to herself softly. The Doctor had gone on to tell her that Yarak's had the strength of 10 men of earth. That both made her proud and made her think… The overwhelming anger at the alien when he hit her Doctor was blinding, she felt like she could have fought 10 more of them to save him. Her protectiveness was growing toward him and it scared her when she saw him run off to situations he couldn't control.

When she was faced with what she would lose if he was gone, she felt more attraction, more pull towards him. She knew she could never go live at home again, and feared that maybe someday he would try to send her back. Though she did trust that he only reason he would do that would be if her life was in danger and that was the only way he could save her. Like he had before…. She shuddered at the memory of being stuck, with an un-working TARDIS when in the future she was sure he was dying. She couldn't remember much after that, but somehow felt responsible for Bad Wolf, and he told her that she took the vortex of time and space within her and he had taken it back to save her. That much she knew, because afterwards it took him days to recover.

Now she knew, she felt more for him then a crush, and would go to the end of the universe in time to save him, and wanted to be with him, traveling like this forever. Recently he was on her mind all the time, and she knew it was love. But no other love that she had ever experienced felt like this. First of all, all her previous loves had come from attraction first, then personality. Of course now she was attracted to him but before she never really thought about it.

About two weeks before she had been walking around at night, trying to get her mind to shut down after a hard day's thinking in the TARDIS, and when she walked into the console room she saw him. She was going to walk over and see if he was having a hard time sleeping too but from her angle she saw the concentrated look on his face. She stopped, and was content to watch him for a while. She knew this was obviously not going to get her mind off of him but never the less she was content to watch him. She noticed after a while he looked sad, he had been concentrated but now his face fell and he rubbed his face in his hand taking a deep breath. It wasn't as if she had never seen him like this, in fact she saw him a lot like this, apparently thinking of the past. But now she wondered if he did this every night. She wanted so much to help him deal with whatever was bothering him, but he never let her. She knew it wasn't because he didn't care, but he really didn't want to burden her. She felt the urge to go hug him and make whatever hurt him better, but she'd never acted on it. She sat down cross legged and watched until he left.

The next night she was curious to see if sitting in the console room was a recurring habit of his, and sure enough, it was. She in return made it a habit of watching him, for at least thirty minutes a night. It only made her pull to him more potent, and laced her dreams more with him. She dreamt of him holding her close to him, she dreamt of kissing him, anything like the Doctor, she dreamt of it. The more she thought, the more frustrating it became, moments between them weren't awkward at all, the opposite was true, the more this went on the closer to each other that they felt. The nights were different though, and she wondered if he was thinking of the same thing she was. She could see, that at least a little he wasn't unaffected by her, but doubted he was thinking of pursuing a deeper relationship. She sighed and from the spot where she knew he couldn't see, blew him a kiss and silently said good night to him, her Doctor.

The Doctor laughed, with a big goofy grin on his face, as he watched Rose's flustered face as she tried to come up with a comeback. "Gotcha this time didn't I Rose!" he said with accomplishment.

"No!" she laughed. "I'll never admit defeat to you Doctor!"

"It's ok that your wrong though Rose, it's not your fault your species can't help it."

"Oh bring in the species thing again a?" she grinned sitting cross-legged across from him on a couch in the TARDIS. She stood up now looking at him. "Well I know something nearly every species I've encountered has as weakness," she grinned with purpose, already knowing her plan would work, though she never would tell him how cute she thought that he was.

He was puzzled, not understanding what her actions were connecting with. "Oh? And what would that be?" he didn't stand.

From her calm demeanor she suddenly lashed out, a big grin on her face. "Your ticklish!" she attacked his ribs in a series of pokes and he flinched immediately.

"Ahh! A… whatt….? Do you think ! AHHhhhahah your doing! Hahaahh Rose Rose stop ahaha," he immediately felt the sensation of tickles spread through his spine and he melted laughing at her wiggling fingers.

"No way Doctor now I'm winning!" she grinned at the Time Lord overcome with giggles and usual defenses down.

He was still stunned and squirming. He couldn't recall the last person who tickled him and it was so random for Rose to. The warm spot in his heart for her grew brighter and hotter. "Rose… hha!" he finally caught one hand, then the other when she tried to get away.

"Haha Doctor! Now I know your real weakness!" she beamed cutely at him and he didn't hide his fond expression.

She was so easily amused, as many humans were. To him 'tickles' were just a body reaction, but then with her, he was easily amused by it too. "That can go both ways Rose…" he stood up walking forward.

"Oh no you don't!" she gripped his hands to keep them away from her own ticklish sides. Her eyes twinkled at him and his hearts fluttered. This was a perfect example the flirting he thought about regularly… and he was too amused now to stop himself.

He looked menacingly playful as he kept walking. "Yes…." He said and broke his hand free, holding her there and tickling her sides at the same time. "I do!"

"No Doctor, ahahah no!" she laughed loudly and doubled over trying to get away from him at the same time though bumping into him. "hahahahahah!"

He was so amused by her reaction there was no way he would stop, he grinned foolishly.

He was bigger then her and stronger then her and it tickled so bad she thought she was melting. She knew she was here for the travel, but these moments were just as good to her. Just the random times of playing around in the TARDIS were greatly enjoyable and she treasured them as much as she treasured the pretty views of the places he brought her to. She loved his playful side. After what seemed like forever she finally got away and ran behind the console, so it was between them. She was still laughing. "Ha, now what?"

He grinned confidently. "I wait for you to come back over here to me."

Her shoulders slumped. "Your no fun, you won't even chase me."

His stomach fluttered. "Oh I'd chase you anywhere," he said rather softly.

"Then get over here and chase me!" she grinned, pretending she hadn't noticed the seriousness of his voice.

"Nope!" he said with his big grin and folded his arms.

"Fine, I'm not going over there!" she said.

"I know you wont," he answered.

"Ok then…" she said.

"Yep!" he answered and started the watching game. He just stared at her, admiring the beauty in every curve of her face. He loved the color of her skin, and it was soft and smooth to the touch. The way she grinned at him gave him butterflies. And he knew how small and fragile she felt in his arms, but remarkably she was stronger then any woman he'd ever met. She had a good head on her shoulders, full of stubborn ambition and yet a soft side, because if he ever needed someone, he knew she was there.

She blushed a little because of the look he was giving her. But she returned it with a shy grin and studied him. She loved the way he just grinned and was content to watch, to think, to save her from any situation, she loved the way the lapel of his jacket felt under her cheek, his chest beating two hearts just underneath. She mentally shook herself, trying to keep her emotions from showing on her face, though she knew she was failing.

He was content to watch her for a while, and knew it worked, he saw the way she was looking at him, as if she was thinking of all his qualities too. He couldn't help it when he walked slowly around the console to her, feeling his pulse increase.

Her heart beat faster when he started to walk around to her, so many things ran through her head. She knew the way he had been looking at her, was he?... No just wait Rose. She turned to face him when he walked in front of her, leaning against the rail of the console.

He wasn't sure what he was going to do, he was just having too much fun acting a little of his thoughts. He didn't seriously mean to do anything, but definitely knew he was flirting. The look on her face though he knew she was on the same level he was, and he yearned to more. He walked right in front of her, closer and closer until she leaned back even more, staring at him with her big brown eyes filled with… emotion. He put his hands on either side of her on the rail, capturing her so she couldn't move. There faces were very close, he knew that look. He leaned closer to her his face brushing hers so he could speak into her ear. "You see, I knew I could lower your defenses," he whispered.

Rose was so caught up in the moment that she was confused. Defenses? She had barely heard him and could only concentrate on his warm breath in her ear and the scent of his aftershave entering her nose. Defenses? What was he talking about? Then she remembered when he felt his hands go straight to her ticklish sides and attack. "AHahHAA!"

The Doctor grinned again as he knew she was trapped between him and the TARDIS and had no escape. He had wanted badly to kiss her in that moment, but was sure he wasn't ready for that so he took the less fun, but still enjoyable action to do to her.

Her knees felt weak again as he tickled her and she gave up. She leaned her forehead against his chest and beat it with her hand weakly. "Alright Doctor! You win, aha you win."

When she leaned against him and said that he did stop, and when she didn't move he tentatively placed his hands on her hips. Not trying to judge the moment he laughed lightly, feigning to stay in control of himself, so as not to expose himself if he read her completely wrong. "See Rose, I told ya I would win!"

She didn't answer, and didn't move away from him either, and he felt his hearts beat faster. When she did feel his pulses increase she knew he was just as affected as she, so she looked up tentatively.

Holding Rose lightly in his arms and her looking up at him invitingly caught his breath in his throat and his hearts skipped a few beats. Was this really happening? Or was he dreaming?

She saw his double glances and emotion displayed on his face and she felt the same way, was it real? He did look interested in more, he looked like he really did care more about her then just his deep friend.

They knew where the embrace was going but started together slowly, making sure it was real. The Doctor stopped his advance just before their lips were touching, though it was driving him insane. In her eyes he saw the passion and had no doubts now. Their lips met softly, tentatively tasting each other, both as hesitant as the other. They pulled away together and he looked deeply into her eyes, he saw passion and longing, but also something else, admiration and attraction. This was perfect, just like his dreams, only... finally real.

She saw the Doctors emotions clearly displayed in his beautiful cobalt blue eyes and wasn't unsure anymore, he cared deeply, unlike a lot of men she dated, and wouldn't hurt her, but looked hesitant and searched her to see if she felt the same way. Of course she did. Relieved and happy he felt the same way she pressed her lips to his again, moaning slightly. Her Doctor, yes hers.

A moment before she kissed him again he saw the passion ignite in her eyes. He was a little taken back by the intensity of it. Her hands moved behind his head and played with the hair at the nape of his neck. Quickly he felt her tongue sweep his lips asking for access. He gasped a little and she used it to her advantage, entering his mouth to heatedly explore. His hearts beat wildly against his chest. He put his hands on her arms and out of his own passion wrestled her and entered her mouth, leaning forward a little. This must have lit her fire brighter because it felt like she pounced on him, moaning, nails scraping his back she sucked in his bottom lip to taste it. He gasped again and swore his hearts were beating out of his chest. This was amazing but he was lost in the current, he gasped and for need of air and a clear head pulled back from her. "Rose," he squeaked with half a voice holding one of her hands to his chest and staring at her trying to gain his breath.

She needed air too of course but when she felt his pulse she was surprised, she looked deep into his eyes and saw the passion and love there looking back at her. She felt the same way, but had no idea he'd be affected so much by one kiss. She knew he felt the same, but she'd moved sexually too fast. Aw… she was touched and knew that this wasn't ending in the bed this time, not that she was opposed to the idea. But in a wayit reassured her, it reminded her that the Doctor was not human, in many ways. She knew most human men would be driven more by lust then by love or affection, sometimes she was the same way, but because he wasn't like that, only made her look up to him all the more.

She had overwhelmed him with one kiss, and as lost as he was already he didn't want to make any stupid moves by going further, so he stopped her and by her look she understood, and even agreed, grinning softly. She slid her arms under his jacket and stepped into his embrace, head resting against his beating chest and he held her softly just like he'd imagined so many times. "Rose… don't ever leave me…." He whispered huskily.

"Never," she answered smiling into the leather lapel of his jacket. "You're stuck with me now Doctor. This, bein' here, withyou,it's like... my home now."

He grinned into her hair and resting his head in the crook of her neck breathed her in deeply, letting essence of Rose surround him. He was happier then he had been in a long time, all because of one shop girl from the little planet Earth. "Good, because being with you is home for me too."

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And that's it! That actually was my first Doctor Who fic that I wrote... Reviews would be nice, flamers welcome but really i haven't seen many of them reading other reviews. If i got it totally completely wrong you can flame all ya want, because if i did, i deserve it! Reviews are cool though, first time publishing anyithing! 

One last thing. I thought this over for a long time- I just can't picture 9th Doctor and Rose being sexuallyintimate with each other realistically, not the way the series goes. Even though this is AU i still figured i'd keep it realistic. i couldn't see the Doctor like the anyway, he seems too noble to me, and i think he's got more morals, even probably in the bedroom anyway.


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